Sample Organizing Services Agreement
THIS AGREEMENT is made this __________day of ______________, 20__.
BETWEEN
[(the "Client"), and Rothwell and Company, collectively referred to as the "Parties."
1.1 Services
Rothwell and Company shall provide the following services ("Services") to the Client in accordance with the terms and conditions of this Agreement: [Insert a description of the services here].
1.2 Delivery of the Services
- Start date: Rothwell & Company shall commence the provision of the Services on [insert date here].
- Completion date: Rothwell & Company shall cease to provide the Services by [insert date here] (”Completion Date”).
- Key dates: Rothwell & Company agrees to provide the following parts of the Services at the specific dates set out below: [insert dates for specific activities].
1.3 Site
Rothwell & Company shall provide the Services at the following site(s): [insert details here if applicable, such as client's home, client's office, etc.]
1.4 Fees
As consideration for the provision of the Services by Rothwell and Company, the fees for the provision of the Services are [insert fees here] (”Fees”).
The Client shall pay for Rothwell and Company’s out-of-pocket expenses comprising: [insert here, if agreed].
1.5 Payment
The Client agrees to pay the Fees to Rothwell & Company on the following dates:
Estimated 50% Retainer: ______________
Hourly Rate:
[specify whether the price will be paid in one payment, in installments or upon completion of specific milestones].
Rothwell & Company shall invoice the Client for the Services in advance for every 7 hours of service.
The Client shall pay such invoices upon receipt from Rothwell and Company.
Any charges payable under this Agreement are exclusive of any applicable taxes, duties, or other fees charged by a government body and such shall be payable by the Client to Rothwell & Company in addition to all other charges payable hereunder.
1.6 Warranty
Rothwell & Company represents and warrants that they will perform the Services with reasonable skill and care.
1.7 Limitation of Liability
Subject to the Client’s obligation to pay the Fees to Rothwell and Company, either Party’s liability arising directly out of its obligations under this Agreement and every applicable part of it shall be limited in aggregate to the Fees. Rothwell & Company assumes no liability due to the quality of items or services purchased for the Client.
1.8 Term and Termination
This Agreement shall be effective on the date hereof and shall continue until the completion date stated in section 1.2 unless terminated sooner. If the Client terminates this agreement for any reason before the scheduled completion date, the Client will reimburse Rothwell & Company for all outstanding fees and out-of-pocket expenses.
1.9 Relationship of the Parties
The Parties acknowledge and agree that the Services performed by Rothwell and Company, its employees, sub-contractors, or agents shall be as an independent contractor and that nothing in this Agreement shall be deemed to constitute a partnership, joint venture, or otherwise between the parties.
1.10 Confidentiality
Neither Party will disclose any information of the other, which comes into their possession under or in relation to this Agreement and which is of a confidential nature.
1.11 Miscellaneous
The failure of either Party to enforce its rights under this Agreement at any time for any period shall not be construed as a waiver of such rights.
If any part, term or provision of this Agreement is held to be illegal or unenforceable neither the validity nor enforceability of the remainder of this Agreement shall be affected.
This Agreement constitutes the entire understanding between the Parties and supersedes all prior representations, negotiations, or understandings.
Neither Party shall be liable for failure to perform any obligation under this Agreement if the failure is caused by any circumstances beyond its reasonable control, including but not limited to acts of God, war, or industrial dispute.
This Agreement shall be governed by the laws of the jurisdiction in which Rothwell & Company is located.
Agreed by the Parties hereto:
SIGNED by: ___________________________________________________
On behalf of: ___________________________________________________
[the Client]
SIGNED by: ___________________________________________________
On behalf of: ___________________________________________________
[Rothwell & Company]
January 20, 2008
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